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Michael Seibel

Director at Reddit
Board

About Michael Seibel

Michael Seibel (age 42) has served as an independent director of Reddit, Inc. since July 2020. He is a Group Partner at Y Combinator (since October 2014) and Managing Director of YC Early Stage (since October 2016). He previously served as CEO at Socialcam (2012) and Justin.tv/Twitch (2007–2011). Seibel holds a B.A. in Political Science from Yale University .

Past Roles

OrganizationRoleTenureCommittees/Impact
Justin.tv (now Twitch)Chief Executive OfficerJun 2007–Oct 2011Led early live-video platform growth
Socialcam, Inc.Chief Executive OfficerFeb 2012–Aug 2012Short-term leadership through strategic transition
Y CombinatorGroup PartnerOct 2014–PresentEarly-stage investing/advising expertise
YC Early StageManaging DirectorOct 2016–PresentScaled early-stage program leadership

External Roles

OrganizationRoleTenureCommittees
Dropbox, Inc.DirectorNov 2020–PresentNot disclosed in proxy
Y CombinatorGroup PartnerOct 2014–PresentN/A (not a public board)
YC Early StageManaging DirectorOct 2016–PresentN/A

Board Governance

  • Committee assignments: Member, Nominating & Corporate Governance Committee (Chair: Steven O. Newhouse) .
  • Independence: Board determined Seibel is independent under NYSE and SEC rules .
  • Attendance: All directors attended at least 75% of Board and applicable committee meetings in 2024; Board met 7x; Nominating & Governance met 3x .
  • Board leadership: Chair (David Habiger) and Vice Chair (Robert Sauerberg) are independent; Lead Independent Director not designated because the Chair is independent .
  • Executive sessions: Non-employee directors meet in executive session at least twice per year .

Fixed Compensation

Component2024 ValueNotes
Annual cash retainer$60,000Standard for non-employee directors per program
Committee member – Nominating & Governance$7,500Member retainer; chair retainer is $15,000
Actual 2024 fees earned (cash)$52,271Prorated; reflects roles/tenure during the year
Independent Chair/Vice Chair/other committee feesN/A for SeibelChair/Vice Chair/Audit/Comp fees specified; Seibel not listed as chair

Performance Compensation

Equity ComponentGrant dateShares/ValueVestingNotes
Annual Director RSU grantJun 9, 2025 (meeting date basis)$250,000 equivalentVests by next annual meeting or 1-year anniversaryBased on 60-day average price; directors may defer
RSUs granted in 2024May 30, 20245,128 RSUsFully vest sooner of May 30, 2025 or 2025 Annual Meeting, subject to service
Options outstanding (as of 12/31/2024)70,000 optionsTerms per legacy grantsListed in director table; exercisable/unexercisable held
RSU/Option change-in-control treatmentFull vesting of RSUs upon change in controlSubject to program termsDirector awards accelerate on change in control

No director-specific performance metrics (e.g., revenue/EBITDA/TSR targets) are disclosed for non-employee director compensation; equity is time-based and oriented to alignment and retention .

Other Directorships & Interlocks

CompanyRelationship to RDDTPotential Interlock/Conflict
Dropbox, Inc. (public)External boardNo RDDT-related transaction disclosed in proxy; no interlock identified
Y Combinator/YC Early Stage (private)EmploymentNo RDDT-related transaction disclosed in proxy

Compensation & Talent Committee interlocks: None disclosed involving Reddit’s executives or committee members; no member (including those serving in 2024) has served as an officer of Reddit .

Expertise & Qualifications

  • Technology founder/operator (Justin.tv/Twitch; Socialcam), early-stage investing and portfolio advising expertise via Y Combinator .
  • Board experience at Dropbox with exposure to consumer/cloud software governance .
  • Qualifications cited by RDDT: extensive leadership experience and deep knowledge of technology companies and investing/advising .

Equity Ownership

MetricValueNotes
Beneficial ownership (Class A)75,232 sharesLess than 1% of Class A; per beneficial ownership table
Options exercisable within 60 days (Class A)70,000Footnote confirms exercisability window
Unvested RSUs (as of 12/31/2024)5,128Granted 5/30/2024; vest by the 2025 meeting/anniversary
Hedging/pledging policyHedging and pledging prohibitedInsider Trading Policy bans hedging and pledging
Director ownership guidelines5x board retainer ($300,000)Compliance required by 12/31/2029 for directors serving as of 3/20/2024
Section 16 complianceLate Form 4 due to administrative error (conversion reported 7/30/2024 for 5/24/2024)Company disclosure notes the late filing for Seibel

Insider Trades (Form 4 – more current than proxy)

Filing DateTransaction DateTypeQuantityPricePost-Txn OwnershipSecurityCitation
2024-05-222024-05-20Award (RSU)5,128$0.005,128Class A
2024-07-302024-05-24Conversion31,697$0.0031,697 (A) / 0 (B)Class A/Class B
2024-11-052024-11-01Option exercise50,000$7.9270,000 (options listed)Options
2024-11-052024-11-01Sale45,994$111.229,134Class A
2024-11-052024-11-01Sale4,006$111.845,128Class A
2024-11-052024-11-01Sale (indirect)27,897$111.263,800 (indirect)Class A
2024-11-052024-11-01Sale (indirect)3,800$112.090 (indirect)Class A
2025-06-112025-06-09Award (RSU)2,285$0.007,517Class A
2025-07-082025-07-05Award144$0.007,661Class A
2025-10-022025-09-30Gift4,300$0.003,361Class A
2025-10-072025-10-05Award79$0.003,440Class A

Notes: Quantities and post-transaction holdings reflect SEC Form 4 disclosures and the “securitiesOwned” fields within each filing .

Governance Assessment

  • Board effectiveness: Seibel adds founder/operator and venture-investing expertise; as a Nominating & Governance Committee member, he contributes to director selection, governance guidelines, and board/committee evaluations—areas explicitly under that committee’s remit . Independence and attendance metrics support engagement quality .
  • Alignment and incentives: Director compensation mix balances cash retainers with annual RSUs; stock ownership guidelines require $300,000 minimum holdings by 2029 for incumbent non-employee directors, and insider policies prohibit hedging/pledging—positive alignment signals .
  • Other directorships/interlocks: Dropbox board role and YC positions are disclosed; no related-party transactions involving Seibel are reported in the proxy’s related-party section, and Compensation Committee interlocks are explicitly negated—low apparent conflict exposure .
  • Risk indicators and red flags:
    • Administrative late Form 4 (conversion reported 7/30/2024 for 5/24/2024) noted by the company—generally a process control issue rather than substantive misconduct, but worth monitoring for filing controls .
    • Controlled company dynamics: Reddit is eligible to be a “controlled company,” with Advance retaining significant governance rights (including committee representation except Audit and approval rights over major actions), though Reddit voluntarily maintains a majority-independent board and independent committees—investors should monitor potential influence from Advance despite current structures .
    • Liquidity transactions: Significant November 2024 option exercise and related open-market sales were disclosed; while common post-IPO, monitoring ongoing sales vs. ownership guideline progress is prudent .

Director Compensation (Detail – 2024)

Metric2024
Fees Earned or Paid in Cash ($)$52,271
Stock Awards ($)$295,578
Total ($)$347,849
Unvested RSUs at 12/31/2024 (#)5,128
Unexercised Options Held at 12/31/2024 (#)70,000

Program mechanics: Annual cash retainer $60,000; Nominating & Governance member $7,500 and chair $15,000; annual director RSUs equal to $250,000 (60-day average price); options/RSUs accelerate upon change in control; directors may elect RSUs in lieu of cash and may defer RSU settlement .

Equity Ownership (Beneficial – as of 3/31/2025)

ClassShares Beneficially Owned% OutstandingNotes
Class A75,232<1%As disclosed; includes RSUs/options within 60 days where applicable
Class BNo Class B ownership disclosed for Seibel
Options exercisable within 60 days (Class A)70,000Footnote confirms exercisability window
RSUs expected to vest/settle within 60 days5,232Proxy footnote references settleable RSUs

Stock ownership guidelines: Minimum $300,000 value by 12/31/2029 for directors serving as of 3/20/2024; compliance status for Seibel not disclosed. Insider Trading Policy prohibits hedging/pledging—reduces misalignment risk .

Related-Party Exposure

  • Proxy discloses sublease agreements and governance arrangements with Advance and Tencent voting agreements; no transactions specifically involving Seibel are disclosed in the “Certain Relationships and Related Party Transactions” section .
  • Audit Committee oversight explicitly covers related-party transactions .

Signals for Investors

  • Positive: Independent status; governance committee seat; solid attendance; equity-alignment policies (ownership guidelines; no hedging/pledging) .
  • Monitor: Controlled company governance rights retained by Advance; administrative late Section 16 filing; ongoing equity sales vs. guideline attainment .